Pledge Agreement with Fortress Credit Corp. regarding Gupta Technologies, LLC] THIS AGREEMENT (this Agreement) is dated August 2, 2005 BETWEEN: BACKGROUND:Pledge Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software • New York
The Pledgor enters into this Agreement in connection with the Credit Agreement dated August 2, 2005 between Warp Technology Holdings, Inc. as Original Borrower, certain of its Subsidiaries as Guarantors and Fortress Credit Corp. as Original Lender and Agent (the Credit Agreement).
Security Agreement with Fortress Credit Corp.] THIS AGREEMENT is dated August 2, 2005 BETWEEN: BACKGROUND:Security Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software • New York
The Security Provider enters into this Agreement in connection with the US$50,000,000 Credit Agreement dated August 2, 2005 between Warp Technology Holdings, Inc. as Borrower, the parties listed therein as Guarantors and Fortress Credit Corp. as Lender and Agent (the Credit Agreement).
Mortgage of Shares between Warp Solutions, Inc. and Fortress Credit Corp.] THIS DEED is dated 2 August 2005 between: BACKGROUND: IT IS AGREED as follows:Mortgage of Shares • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software
THIS SHARE PLEDGE AGREEMENT (the Agreement) is made on l2 August, 2005 BETWEEN:Share Pledge Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software
The Collateral Agent and each Finance Party (as defined below) are hereinafter referred to individually as an Pledgee and together as the Pledgees.
Security Agreement Warp Solutions Limited] THIS DEED is dated 2 August 2005 between: BACKGROUND: IT IS AGREED as follows:Security Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software
Stock Pledge Agreement with Fortress Credit Corp.] THIS AGREEMENT (this Agreement) is dated August 2, 2005 BETWEEN: BACKGROUND:Stock Pledge Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software • New York
The Pledgor enters into this Agreement in connection with the Credit Agreement dated August 2, 2005 between Warp Technology Holdings, Inc. as Original Borrower, certain of its Subsidiaries as Guarantors and Fortress Credit Corp. as Original Lender and Agent (the Credit Agreement).
INTERCREDITOR AND SUBORDINATION AGREEMENTIntercreditor and Subordination Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software • New York
FORM OF PROMISSORY NOTE PROMISSORY NOTEPromissory Note • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software
This Promissory Note is one of the Promissory Notes referred to in the Credit Agreement dated as of [ ], 2005 (as the same shall be modified and supplemented and in effect from time to time, the Credit Agreement), among the Borrower, any other Obligors party thereto from time to time, the Lenders party thereto from time to time and Fortress Credit Corp., as Agent. Terms used but not otherwise defined herein have the respective meanings assigned to them in the Credit Agreement. The obligations of each Borrower hereunder shall be joint and several.
Security Agreement Gupta Technologies LLC and Fortress Credit Corp. under English law] THIS DEED is dated 1 August 2005 between: BACKGROUND: IT IS AGREED as follows:Security Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software
THIS CREDIT AGREEMENT is dated August 2, 2005 BETWEEN: IT IS AGREED as follows:Credit Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software • New York
THIS SECURITY TRUST AGREEMENT (the Agreement) is made on August 2005 BETWEEN: The Finance Parties and the Security Grantors are hereinafter collectively referred to as the Parties. WHEREAS IT IS AGREED as follows:Security Trust Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software
THIS AGREEMENT dated as of August 2, 2005Warrant Agreement • August 16th, 2005 • Warp Technology Holdings Inc • Services-prepackaged software • New York
